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Pharmaceutical License Agreement
1. Parties: Identification of the licensor and licensee, including full legal names and registered addresses
2. Background: Context of the agreement, including brief description of the pharmaceutical product and parties' capabilities
3. Definitions: Detailed definitions of technical, legal, and commercial terms used throughout the agreement
4. Grant of License: Scope of license rights, including territory, field of use, and exclusivity provisions
5. Regulatory Compliance: Obligations regarding marketing authorizations, pharmacovigilance, and compliance with Danish and EU pharmaceutical regulations
6. Development and Clinical Trials: Responsibilities for ongoing development, clinical trials, and regulatory approvals
7. Financial Terms: Payment structure including upfront payments, royalties, milestone payments, and payment terms
8. Intellectual Property Rights: Ownership of existing and new IP, prosecution and maintenance of patents, and infringement procedures
9. Quality and Manufacturing Standards: Requirements for GMP compliance and quality control procedures
10. Representations and Warranties: Standard and specific warranties regarding IP rights, regulatory compliance, and product quality
11. Indemnification: Allocation of risks and liabilities between parties
12. Term and Termination: Duration of agreement, renewal provisions, and termination rights
13. Confidentiality: Protection of confidential information and trade secrets
14. General Provisions: Standard legal provisions including governing law, dispute resolution, and force majeure
1. Manufacturing License: Required if licensee will manufacture the product, including technology transfer provisions
2. Supply Agreement Terms: Include if licensor will supply the product to licensee, with pricing and forecast mechanisms
3. Joint Development: Needed for products still in development phase, detailing collaboration structure
4. Commercialization Obligations: Specific requirements for marketing and sales efforts, typically included for exclusive licenses
5. Data Protection: Detailed GDPR compliance provisions if personal data processing is involved
6. Export Control: Required for cross-border technology transfers or international manufacturing
7. Improvement Rights: Rights and obligations regarding improvements to the licensed technology
8. Sublicensing Rights: Include if sublicensing is permitted, with conditions and revenue sharing
1. Licensed Patents: List of patents and patent applications covered by the license
2. Licensed Products: Detailed description of licensed products and specifications
3. Development Plan: Timelines and milestones for product development and regulatory approvals
4. Financial Terms Schedule: Detailed breakdown of payment terms, royalty calculations, and milestone payments
5. Quality Agreement: Detailed quality control and manufacturing requirements
6. Pharmacovigilance Agreement: Procedures for adverse event reporting and safety monitoring
7. Technology Transfer Plan: Process and timeline for transfer of manufacturing technology if applicable
8. Territory and Field Restrictions: Detailed description of licensed territory and field of use limitations
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